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Home My WebLink About2135 Approving Cost Share Agreement with MoDOT for I-635 and Route 9 Interchange Lighting -1- CCO Form: FS08 Route I-635 and Mo-9 Approved: 03/04 (BDG) County Platte Revised: 02/25 (MWH) Project No. KU0488 Modified: 12/25 (ACO) City of Riverside Agreement No: 2025-06-87522 MISSOURI HIGHWAYS AND TRANSPORTATION COMMISSION COST SHARE AGREEMENT THIS AGREEMENT is entered into by the Missouri Highways and Transportation Commission (hereinafter, "Commission") and City of Riverside (hereinafter, "Entity"). WITNESSETH: WHEREAS the Entity applied to the Commission's Cost Share Committee for participation in the Commission's Cost Share Program; and WHEREAS, on June 12th, 2025, the Cost Share Committee approved the Entity's application to the Cost Share Program subject to the terms and conditions of this Agreement. NOW, THEREFORE, in consideration of the mutual covenants, promises, and representations in this Agreement, the parties agree as follows: (1) PURPOSE: The purpose of this Agreement is to coordinate the participation by the Entity of City of Riverside in the cost of the Commission's Project KU0488. (2) LOCATION: The transportation improvement that is the subject of this Agreement is contemplated at the following location: I-635 and Route 9 Interchange The general location of the project is shown on attachment marked "Exhibit A" and incorporated herein by reference. (3) AMENDMENTS: Any change in this Agreement, whether by modification or supplementation, must be accomplished by a formal contract amendment signed and approved by the duly authorized representatives of the Entity and the Commission. (4) COMMISSION REPRESENTATIVE: The Commission's Kansas City District Engineer is designated as the Commission's representative for the purpose of administering the provisions of this Agreement. The Commission's representative may designate by written notice other persons having the authority to act on behalf of the Commission in furtherance of the performance of this Agreement. $)' ##*"$% -2- (5) ASSIGNMENT: The Entity shall not assign, transfer, or delegate any interest in this Agreement without the prior written consent of the Commission. (6) APPLICABLE LAWS AND REGULATIONS: This Agreement shall be construed according to the laws of the State of Missouri. Each party shall comply with all applicable federal, state, and local laws, regulations, and ordinances. Additionally, each party shall adhere to all accepted industry standards, processes, and procedures relevant to the performance of their obligations under this Agreement. A violation of this paragraph constitutes a material breach of the Agreement. (7) CANCELLATION: The Commission may cancel this Agreement at any time for a material breach of contractual obligations or for convenience by providing the Entity with written notice of cancellation. Should the Commission exercise its right to cancel this Agreement for such reasons, cancellation will become effective upon the date specified in the notice of cancellation sent to the Entity. (8) PLANS AND CONSTRUCTION: (A) The Entity shall be responsible for the following aspects of the project including preliminary engineering, acquisition of right of way, and relocation of utilities. (B) The Commission shall be responsible for letting and inspection of the project. The plans shall be prepared in accordance with and conform to Commission requirements. (C) The entity shall acquire any additional necessary right of way required for the project and in doing so agrees that it will comply with all applicable federal laws, rules and regulations, according to 42 U.S.C. 4601-4655, the Uniform Relocation Assistance and Real Property Acquisition Act (Uniform Act), as amended and any regulations promulgated in connection with the Act. (9) FINANCIAL RESPONSIBILITIES: With regard to work under this Agreement, the Entity agrees as follows: (A) Total project cost is estimated at one million, five hundred eighty-two thousand, five hundred forty dollars. ($1,582,540). Which includes preliminary engineering, preliminary engineering review, right of way, utilities, construction and inspection. (B) The Entity will be responsible for fifty percent (50%) of the total project cost currently estimated at seven hundred ninety-one thousand, two hundred seventy dollars ($791,270). The details of the estimated cost breakdown are listed in “Exhibit B”, which is attached hereto and made part hereof. The Entity shall directly cover the cost of the preliminary engineering cost in the amount of two hundred fifty-five thousand, four hundred twenty dollars ($255,420) and for utilities estimated to be seven thousand six hundred dollars ($7,600) with receipt of expense documentation to be provided to the $)' ##*"$% -3- Commission. The estimated amounts being paid directly by the Entity shall apply toward the Entity’s share of the costs and will be deducted from the initial deposit required from the Entity. The entity shall remit a check in the amount of five hundred twenty-eight thousand, two hundred fifty dollars ($528,250) to cover construction and inspections no later than (5) days prior to the Commission’s advertisement of the project for bids. The check should be made payable to the Missouri Highway & Transportation Commission – Local Fund. If the entity fails to make any of the required deposits, the commission is under no obligation to continue with the project. (C) The Commission will pay for fifty percent (50%) of the total project cost, currently estimated at seven hundred ninety-one thousand, two hundred seventy dollars ($791,270). Of this amount Commission’s Cost Share amount is six hundred sixty- nine thousand, four hundred twenty-two dollars ($669,422). Of this cost share amount, the Commission shall provide three thousand, eight hundred dollars ($3,800) from the Commission’s Cost Share program, available in State Fiscal Year 2026, six hundred sixty- five thousand, six hundred twenty-two ($665,622) is available in state fiscal year 2027. In addition to the Cost Share funds, the Commission will provide preliminary engineering review and construction engineering services by its District personnel estimated to total one hundred twenty-one thousand, eight hundred forty-eight dollars ($121,848). (D) The Entity is responsible for the balance of the project in excess of one million, five hundred eighty-two thousand, five hundred forty dollars (1,582,540). Underruns will be split based on a pro-rata share.(E) If, at the time of the letting, the lowest responsive bid is higher than the estimated construction and inspection cost amount, the Entity, upon written notification from the Commission shall remit a check in the amount of its share of the difference between the estimated amount and the lowest responsive bid no later than one (1) day prior to the date of the Commission meeting wherein the subject bid will be considered for award or a later date set by the Commission in its sole discretion. In the event the Commission, in its sole discretion, extends the day the Entity payment is due, it shall notify the entity of the new due date in writing, which shall be binding immediately upon the Entity’s receipt of the written notice. The check must be made payable to the Missouri Highway & Transportation Commission – Local Fund. The Commission, in its sole discretion, reserves the right to take action at the said Commission meeting and either reject all bids if the City fails to make the payment by the due date, or award the contract to the lowest responsive bidder contingent upon receipt of the additional funds from the Entity by the extended due date. If the Commission makes a contingent award of the contract and the Entity fails to make the required deposit(s) by the extended due date, the contingency of the contract award by the Commission shall be deemed unsatisfied, the award of the contract shall be deemed null and void and the Commission shall be under no obligation to continue with the project. (10) COMMINGLING OF FUNDS: The Entity agrees that all funds deposited by the Entity, pursuant to this Agreement with the Commission, may be commingled by the Commission with other similar monies deposited from other sources. Any deposit may be invested at the discretion of the Commission in such investments allowed by its Investment Policy. All interest monies shall be payable to the Local Fund and credited to $)' ##*"$% -4- the project. If the amount deposited plus any applicable credited interest with the Commission shall be less than the actual obligation of the Entity for this project, the Entity, upon written notification by the Commission, shall tender the necessary monies to the Commission to completely satisfy its obligation. Upon completion of the project, any excess funds or interest credited to the Entity shall be refunded to the Entity based on its pro rata share of the investment. (11) COMMISSION RIGHT OF WAY: All improvements made within the state- owned right-of-way shall become the Commission's property, and all future alterations, modifications, or maintenance thereof, will be the responsibility of the Commission. (12) VENUE: It is agreed by the parties that any action at law, suit in equity, or other judicial proceeding to enforce or construe this Agreement, or regarding its alleged breach, shall be instituted only in the Circuit Court of Cole County, Missouri. (13) SOLE BENEFICIARY: This Agreement is made for the sole benefit of the parties hereto and nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the Commission and the Entity. (14) NO INTEREST: By contributing to the cost of this project or improvement, the Entity gains no interest in the constructed roadway or improvements whatsoever. The Commission shall not be obligated to keep the constructed improvements or roadway in place if the Commission, in its sole discretion, determines removal or modification of the roadway or improvements, is in the best interests of the state highway system. In the event the Commission decides to remove the landscaping, roadway, or improvements, the Entity shall not be entitled to a refund of the funds contributed by the Entity pursuant to this Agreement. (15) AUTHORITY TO EXECUTE: The signers of this Agreement warrant that they are acting officially and properly on behalf of their respective institutions and have been duly authorized, directed and empowered to execute this Agreement. (16) SECTION HEADINGS: All section headings contained in this Agreement are for the convenience of reference only and are not intended to define or limit the scope of any provision of this Agreement. (17) ADDITIONAL FUNDING: In the event the Commission obtains additional federal, state, local, private or other funds to construct the improvement being constructed pursuant to this Agreement that are not obligated at the time of execution of this Agreement, the Commission, in its sole discretion, may consider any request by the Entity for an off-set for the deposited funds, a reduction in obligation, or a return of, a refund of, or a release of any funds deposited by the Entity with the Commission pursuant to this Agreement. In the event the Commission agrees to grant the Entity's request for a refund, the Commission, in its sole discretion, shall determine the amount and the timing of the refund. Any and all changes in the parties' financial responsibilities resulting from the Commission's determination of the Entity's request for a refund pursuant to this provision $)' ##*"$% -5- must be accomplished by a formal contract amendment signed and approved by the duly authorized representative of the Entity and the Commission. (18) NO ADVERSE INFERENCE: This Agreement shall not be construed more strongly against one party or the other. The parties to this Agreement had equal access to, input with respect to, and influence over the provisions of this Agreement. Accordingly, no rule of construction which requires that any allegedly ambiguous provision be interpreted more strongly against one party than the other shall be used in interpreting this Agreement. (19) ENTIRE AGREEMENT: This Agreement represents the entire understanding between the parties regarding this subject and supersedes all prior written or oral communications between the parties regarding this subject. (20) VOLUNTARY NATURE OF AGREEMENT: Each party to this Agreement warrants and certifies that it enters into this transaction and executes this Agreement freely and voluntarily and without being in a state of duress or under threats or coercion. (21) NOTICES: Any notice or other communication required or permitted to be given hereunder shall be in writing and shall be deemed given three (3) days after delivery by United States mail, regular mail postage prepaid, or immediately after delivery in person, or by facsimile or electronic mail addressed as follows: Commission to: Missouri Department of Transportation Attn: Kansas City District Engineer 600 NE Colbern Rd Lee’s Summit, MO 64086 City of Riverside to: City of Riverside Attn: Capital Projects and Parks Manager 2950 NW Vivion Road Riverside MO 64150 or to such other place as the parties may designate in accordance with this Agreement. (22) AUDIT OF RECORDS: The Entity must maintain all records relating to this Agreement, including but not limited to invoices, payrolls, etc. These records must be available at all reasonable times at no charge to the Commission and/or its designees or representatives during the period of this Agreement and any extension thereof, and for three (3) years from the date of final payment made under this Agreement. (23) INDEMNIFICATION: To the extent allowed or imposed by law, the Entity $)' ##*"$% -6- shall defend, indemnify, and hold harmless the Commission, including its members and the Missouri Department of Transportation (“MoDOT” or “Department”) employees, from any claim or liability whether based on a claim for damages to real or personal property or to a person for any matter relating to or arising out of the Entity's wrongful or negligent performance of its obligations under this Agreement. (24) INSURANCE: (A) The Entity is required or will require any contractor procured by the Entity to work under this Agreement: 1. To obtain a no cost permit from the Commission’s district engineer prior to working on the Commission’s right-of-way, which shall be signed by an authorized contractor representative (a permit from the Commission’s district engineer will not be required for work outside of the Commission’s right-of-way); and 2. To carry commercial general liability insurance and commercial automobile liability insurance from a company authorized to issue insurance in Missouri, and to name the Commission, and the MoDOT and its employees, as additional insureds in amounts sufficient to cover the sovereign immunity limits for Missouri public entities ($600,000 per claimant and $4,000,000 per occurrence) as calculated by the Missouri Department of Insurance, Financial Institutions and Professional Registration, and published annually in the Missouri Register pursuant to Section 537.610, RSMo. (B) In no event shall the language of this Agreement constitute or be construed as a waiver or limitation for either party’s rights or defenses with regard to each party’s applicable sovereign, governmental, or official immunities and protections as provided by federal and state constitution or law. [Remainder of Page Intentionally Left Blank] $)' ##*"$% -7- IN WITNESS WHEREOF, the parties have entered into this Agreement on the date last written below. Executed by the Entity this _________________________________ (date). Executed by the Commission this ______________________________ (date). MISSOURI HIGHWAYS AND TRANSPORTATION COMMISSION CITY OF RIVERSIDE By Title Title ATTEST: ATTEST: By Secretary to the Commission Title Approved as to Form: Approved as to Form: By Commission Counsel Title:____________________________ Ordinance No $)' ##*"$% +$& (+"&! (+(($&#+ , '' '(#( # #& , -8- Exhibit A – Location $)' ##*"$% -9- Exhibit B- Cost Breakdown MoDOT Project Number: KU0488 Description: Install lighting at the I-635 and Route 9 interchange Total Project Cost Estimate: $1,582,540 Local Entity: City of Riverside Current EsƟmate MoDOT Share EnƟty Share Preliminary Engineering $255,420 $255,420 PE Review (MoDOT) $5,000 $5,000 Right of Way $0 Right of Way Incidentals $0 ROW Review $0 ConstrucƟon $1,197,672 $669,422 $528,250 UƟliƟes $7,600 $7,600 CE (MoDOT) $116,848 $116,848 CE Review $0 Total $1,582,540 $791,270 $791,270 Project Responsibilities Preliminary Engineering City of Riverside UƟliƟes City of Riverside ConstrucƟon Leƫng MoDOT PE Review MoDOT Financial Responsibilities MoDOT KC District Funds $121,848 Cost Share Funds $669,422 EnƟty $791,270 Total $1,582,540 The Entity is responsible for the balance of the project in excess of one million, five hundred eighty-two thousand, five hundred forty dollars (1,582,540). Underruns will be split based on a pro-rata share. $)' ##*"$%